RWBY vs SPAR
by Inthretis
Summary: The fist match of the Vytal Tournament has begun. Team RWBY, led by Ruby Rose, versus Team SPAR, lead by Twilight Sparkle. Who will win?
1. Before the Fight

Chapter 1- Before the Fight

* * *

"Fluttershy, I am still amazed how Headmistress Celestia procured such magnificent seats for us. We are in the very first row, right in front of the action!" Rarity said. The young purple-haired faunus adjusted her white dress as she sat down, carefully placing her purple purse to her side, "I also don't know why she forbid Sweetie Belle and her friends from attending."

The other girl shrunk into her yellow jacket, as the pair of yellow-feathered wings on her back covered her head. The crowd around them was, ahem, very enthusiastic, "Well, Headmistress Celestia, um, always has her reasons. She knows what she's doing, I think," the pink-haired girl ruffled her green skirt between her fingers.

Rarity giggled, "You sound just like Twilight right now. She was so busy preparing yesterday, I swear she would collapse from exhaustion."

Fluttershy thought before speaking, "Well, the other team is very strong. I heard from Twilight that their leader skipped two whole years."

"That does sound intimidating, but I have faith in our friends. Team RWBY doesn't stand a chance!"

"Hey!"

Rarity and Fluttershy turned their heads to their right to see a blonde haired teenager two seats down. He wasn't angry, just frowning at them.

"Yes, mister…?" Rarity queried.

"Jaune Arc. Short, sweet, rolls off the tongue. Ladies love it," he smiled and posed.

Rarity snorted, "My word, that is adorable. He's just like Spike, don't you think Fluttershy?"

The pink haired girl squeaked before nodding.

He sighed and groaned before continuing, "Er, anyways, I think that Team RWBY is going to win."

"Oh really now? And what gives you that idea?"

"Well I'm friends with RWBY's leader, and they have a good thing going for them. Not only that but Ren," he pointed at the empty seats between them, "Did his own research. He pointed out that this is the Menagerie school's first time in the festival, so they'll be at a disadvantage compared to the other schools. Also, Yang outclasses Team Spark's melee fighter."

"Please, I know Applejack, and she wouldn't dare lose to an angry inferno such as Ms. Xiao Long."

"Actually," another voice entered, belonging to a red-haired woman next to Jaune, "Sorry to interrupt, but I would like to say that while Applejack could match Yang physically, she would lose due to Yang's semblance overtaking her."

Rarity raised an eyebrow.

"Oh I'm sorry, my name is Pyrrha, Jaune's partner," the woman held a hand up.

"Yes, I believe I've heard of you," Rarity thought she saw Pyrrha's smile falter ever so slightly, "All good things! You are well known in the Mistrali fashion scene. Your tournament wins helped set a few trends among huntresses."

"Is that so," Pyrrha said waveringly.

Taking the cue, Rarity quickly added, "Of course, most of what I know is from my friend's research, like how, uh, Jaune here fights only with a sword and shield, and that your teammate with the hammer might be Pinkie's long lost twin. She definitely has the hyperactivity for it."

Jaune laughed at that, "I don't think we can handle two Noras. One is almost too much for us as it is."

The three of them laughed while Fluttershy smiled.

"The woman with the jetpack seems intriguing," Pyrrha said.

Rarity smirked, "Well I suppose so. Rainbow Dash is definitely… actually 'intriguing' does fit. Frankly, I prefer 'reckless' myself. The amount of dust she has crammed inside her jetpack is quite frankly ludicrous."

"Oh a jetpack! Those are remarkably rare," Pyrrha said.

"Wait a minute, jetpacks are a thing?" Jaune asked, "Where can I get one?!"

Pyrrha smiled back at him, "I'm sorry Jaune, but you'll have to be able to make it yourself."

"Darn. Guess it's back to good ol' Crocea Mors," he sighed wistfully.

"She has a speed semblance like er, Ruby Rose I believe?" Rarity said, "I'm pretty sure the first thing Rainbow does is go after her. She never could deny a challenge. I wouldn't be surprised if after the match she asks the girl for a race afterwards."

"Ruby might take that offer. And if Rainbow Dash does, she'll have to deal with Ruby's sniper scythe," Jaune said.

"I assure you that Rainbow is agile enough to deal with a sniper, especially with all the practice she gets going against Twilight."

"Team Spark's leader, I recall," Pyrrha said, "From what I've heard, her semblance is quite powerful."

"Powerful is an understatement. There's a reason she's Headmistress Celestia's personal student."

Pyrrha tilted her head, "Personal student?"

"Hmm?" Rarity frowned slightly, "Oh! Our school is relatively small, or at least its hunter portion, so our headmistress has time to privately teach one of the more promising hunters. It's always the best of the best, and Twilight is definitely that," she beamed with pride.

"So if you two aren't huntresses, what are you guys?" Jaune asked.

"Well! I am a scholar of the wearable arts: seamstress, tailor, haberdasher, and soon to be world famous fashionista!" she pointed up into the air. A moment passed and she gestured to her companion, "And Fluttershy here wants to be a veterinarian."

The pink-haired girl nodded, although she shrunk further into her jacket as her wings shrouded her as raucous cheers around them grow louder. The two hunters looked at Fluttershy.

"Oh it's alright," Rarity chuckled, "Fluttershy here is not used to such large crowds. It's alright dear, just relax. Everyone is focused on the arena, not us."

Fluttershy nervously peeked out of her wings.

Pyrrha decided to ease in a new conversation, "I think Weiss and Blake could tag team against Twilight Sparkle, considering Weiss' glyphs and Blake's clones."

"Perhaps, but I think she can manage," Rarity smiled at the crowd above them, "Twilight has a lot of pressure on her. She's the leader of the first team from Menagerie to participate in the Vytal Tournament. You two know the story?"

They both shook their heads.

The designer smiled, "Since Twilight isn't here, I might as well fill the role, so to speak. You see, our school is Gallopmaufry, founded forty years ago by our headmistress. It was just after the rights revolution, and she decided that a school on Menagerie would be needed. So with the help of Headmaster Ozpin's predecessor…"

* * *

Headmaster Ozpin sipped his coffee right as the elevator doors opened into his office. He stayed neutral as a tall woman exuding a regal aura entered. She was seven feet tall, and dressed in a flowing white dress that radiated a sensation of calmness and awe in most people.

Ozpin was not most people.

The woman with long, billowing, multicolored hair pleasantly smiled at Ozpin, tilting her head downwards slightly before greeting him, "Good day, Headmaster Ozpin, how are you faring?"

Ozpin smiled back, "I am fine, Headmistress Celestia. How are you?"

"In fine shape. My sister has returned from her incarceration, and is adjusting to her new body. A new student, Trixie Lulamoon. We've also encountered Discord, who was safely put back into his stone prison. And you?" she smiled softly at him.

"Life goes on," he frowned, "Autumn is still in critical condition, James has taken control of the Vytal Festival security, and we've recently suffered a breach in the kingdom's defenses. It's not the worst situation."

"Indeed," Celestia stepped up to the wide window, "Vale has changed quite a bit since the Great War."

"It's not usually full of warships, I assure you," he reached for his coffee mug, "So you've chosen a new student. Need I remind you?"

Celestia sighed, "No. She is intelligent, a good leader, and with a greater affinity for the tree than any I've ever seen."

"The Tree of Harmony has been dead for millennia, Celestia. It is of no use against the forces of darkness."

"You may have become a pessimistic old man, Ozpin, but I remain optimistic."

"Old man…" he chuckled, "You are much older than me."

"Yes, but I've kept a youthful demeanor and outlook on the world. Come, let's stop talking about the past and start of the future. I hear Summer Rose's child is participating."

"Indeed. While you're off gathering the elements, I've been keeping an eye on more fruitful endeavors," he sipped his coffee.

"And so have I. One of my teams are part of the tournament, and I do believe they shall do well."

"Depends on who they go up against. The tournament is fierce competition. We will have to see."

An awkward pause came upon them. A full minute passed before she asked, "You're still not angry, are you? About my sister and I condemning you to immortality?"

He sipped his coffee, "No no. It was a few dozen lifetimes ago. Besides, I've had my petty revenge."

"I still don't know how you convinced everyone we were male. One look at us…"

"Except everyone thinks you're brothers, so now you're just two really tall women."

"Or how you removed literally every single important part of our conflict and turned it into the most simplistic and banal of stories."

"It was definitely worth it," Ozpin smiled, "Ah! What good timing, the picks for the first round are being announced."

The two of them looked over at the screen. As the names came up, Celestia smirked, "Well, this shall be interesting."

Ozpin glanced at his colleague, "Indeed."

* * *

"Representing Vale and Beacon Academy, we have Ruby Rose, Weiss Schnee, Blake Belladonna, and Yang Xiao Long of Team Ruby, led by Ruby Rose!" Peter Port boomed over Amity Coliseum.

"And for the first time in Vytal Festival history, representing Menagerie and the Gallopmaufry School, we have Twilight Sparkle, Pinkamena Diane Pie, Apple Jacqueline, and Rainbow Dash of Team Spark, led by Twilight Sparkle!"

Jaune squinted his eyes to see below him four women opposite to Team RWBY: the tallest one was a well-built blonde, hair tied back into a ponytail and covered by a brown stetson. She wore blue jeans and an orange plaid shirt. She gripped a curled length of rope.

Applejack scanned her opponents and picked out the other blonde combatant. She knew that Yang was another melee fighter, and her leader told her to keep the other blonde from exploiting her dangerous semblance against her teammates. Applejack cracked her knuckles, and felt the lasso next her leg, keeping an eye out.

Next to her was a tangle of rainbow hair, followed by a lean and toned woman with a large metal pack along her back. Rainbow Dash wore a blue shirt under a blue jacket with blue shorts. She also wore a belt that held two guns on either side. She smirked as she quickly eyed Ruby Rose. Her fingers twitched as she prepared to launch herself and attack the other speedster.

Bouncing around was a pink haired woman covered in never ending curls, gleefully anticipating the upcoming battle, she also wore a blue shirt and a pink skirt. She had a bright pink tail, also covered in curls, appearing to hide a stash of random items. Pinkie Pie jittered in place, hopping from one foot to the next.

Last was a woman with purple hair with a single streak of hot pink. She wore a dark purple dress and held a large tome in one hand. Her purple ears swiveled back and forth, picking up on the slightest of movements.

Twilight looked at each member of the other team, quietly noting the youngest Belladonna and the heiress to the Schnee Dust Company. The world was surely strange for them to be Team Spark's first opponents.

"Competitors, on your marks!" All eight women tensed.

"Get set!" Ruby gripped her scythe.

"Fight!"

* * *

 **Author's note: Please be aware that this story is very short, encompassing only three chapters. It will not have any sort of continuation after that, and was originally intended as a chance to practice writing MLP fanfiction again, practice writing action scenes, and to satisfy a random thought: MLP vs. RWBY characters, who wins in a fight?**

 **It's also fun to do some worldbuilding. I've decided to create an AU where there was always a fifth hunter academy on Remnant, but it was always so lackluster that it was rarely even considered one. It exists on Menagerie, but since Blake is the Chieftain's daughter, she would have never attended this academy, as only the best education would be granted to someone of such high social standing.**

 **The school itself, and the region it resides in, is too poor to just be a hunter academy, and thus teaches everything, from farming to sciences to art, education, literature, culinary arts, etc. It is a gallimaufry, meaning medley or mixture. But turned into a pony pun, because it's MLP.**

 **Now, this is truly a battle between heroines, as back in Equestria (a province of Menagerie), the members of Team SPAR along with Fluttershy and Rarity have had several adventures mirroring MLP canon, at least up to season 2. They've fought a dragon Grimm (not as powerful as the one at the end of Volume 3), Discord (much less powerful here, or the same. See below), and freed Luna from the evil within and saved her. There was no Canterlot Wedding. Changelings exist as bug faunus.**

 **I didn't even include the Diamond Dogs, time travel, Cerberus, parasprites, cockatrice, the buffalo, the** _ **other**_ **dragon, and even more dragons. It actually fits into Menagerie, as it's supposed to be an inhospitable wasteland.**

 **While not as famous or well-respected outside her home nation, Celestia is part of the Ozluminati, and has several artifacts of unimaginable power under her care. Since Celestia is immortal in MLP, making her immortal in RWBY is also possible, and to follow the same rules as Ozpin makes sense. Yes, that does mean that Ozpin is an alicorn princess. And the wizard Starswirl. The two sisters being the two brothers is also hilarious.**


	2. The Fight

Chapter 2- The Fight

* * *

A boom started it. Right as the announcement came, Rainbow Dash shot up into the air. Her jetpack, powered by dust and loaded with more dust rounds than Pinkie could count, roared to life. With Rainbow's semblance, this happened in the blink of an eye. Once she was a dozen feet in the air, she turned and sped towards Ruby Rose.

Rainbow smirked. Twilight mentioned how the red hooded girl had a speed semblance, and the intrepid flier wanted a challenge. She reached to her holsters on her side and pulled out two pistols, which she called "Thunder" and "Lightning". Or "Pew-Pew" and "Bang-Bang" if you were Pinkie. She cocked both of them and aimed at Ruby Rose.

Before anyone else could react, Ruby saw Rainbow Dash right above, guns pointed at her. Ruby blinked before activating her semblance and sped backwards, pulling out Crescent Rose. The hail of bullets grazed her weapon, but she escaped unscathed. She pulled her sniper scythe up at Rainbow Dash and fired, hoping to disrupt her attacker's rhythm.

Manipulating her jetpack, Rainbow easily avoided the sniper rounds. She kept smirking, directing her jetpack down. She dove towards Ruby and took her two pistols and combined them together, transforming it into a submachine gun, which used to immediately block the scythe swing. The impact was powerful, and Rainbow felt the shockwave travel up her arms.

Both of them pushed away from each other, going back several feet before taking a breath. Then, they charged at each other, their weapons brandished.

At the same time, Yang wound up her right fist and slammed it into the ground beneath Applejack, who dodged the cracking ground by a hair's width. Applejack then swung around and propelled a kick into Yang's side, who took the hit before grabbing the leg and pulling Applejack close and launching another fist. Applejack contorted her body as Ember Celica skinned her shoulder. Applejack immediately parried, throwing her own fist at Yang, distracting her long enough to pull her leg out of Yang's grasp. As she pulled, Applejack swung her leg out again, building enough momentum to strike Yang's face as she yanked out her rope.

With barely enough time, Yang blocked with her forearms, taking the brunt of force. But immediately, a noose surrounded both fists, tightening as Yang saw that the cowgirl had lassoed her. Yang growled as she charged forward.

Meanwhile, Blake and Pinkie were at a stalemate. Slashes by Gambol Shroud, both sword and sheath, were effortlessly dodged and deflected by Pinkie Pie's never ending assortment of trinkets and party favors. Aim for her shoulder: Pinkie threw out a rubber chicken to take the hit. Slash at her chest: blocked by a party hat. Attempt to shoot her: blinded by confetti.

All of that happened while Pinkie wore a manic grin, making wild and ecstatic movements with every object thrown. Then she started giggling.

"This is fun!" The pink haired girl yelled as she pulled out a pie and threw it at Blake, who easily dodged, "I think I'm gonna call you Blakey! Blakey Belladonna!"

Pinkie paused briefly before countering a bullet with a balloon, "Wait your last name is Belladonna? That sounds familiar!"

Blake's eyes widened when she remembered that Team SPAR was from _Menagerie_. Her homeland, and also the continent her father was chieftain of. Before she could say anything to prevent being outed on live television, the bubbly girl continued.

"Oh my gods! You were at Ninja-Con last year, weren't you? I must've seen you there when I went with Twilight!"

Blake briefly paused to say, "What," before Pinkie slammed an entire cake into her face.

Above them, Twilight Sparkle and Weiss Schnee launched powerful dust rounds at each other. For every fire dust strike Weiss made, Twilight countered with ice. While Weiss used Myrtenaster, Twilight was seemingly launching dust rounds into the air with her mind, as flicks of her wrists translated into flying explosive projectiles.

Weiss used her glyphs to hasten her escapes and dodged the flood of attacks, sprinting back and forth as time sped up for her. She created more glyphs to bring herself into the air. Once she was high above Twilight, Weiss proceeded to release her own bombardment below. As she rained down fire and lightning, Weiss was hit by a bullet and heard a cocky boast.

"The skies are my place, princess," the rainbow-haired woman shot a flurry of bullets at her, passing from above. For Weiss, it was like the sun was blotted out as a cloud of lightning dust bullets hit her.

The heiress fell to the ground as she felt gravity around her increase. She tilted her head to see Twilight motion her hands as if pulling her to the ground.

"Weiss!" Ruby sped up and jumped into the air and caught her partner, breaking her free from Twilight's pull. She turned around and ran away from their competitors, avoiding the other fighters. When far away enough, Ruby dropped off her partner from her arms, only for both of them to be bombarded by gunfire. Rainbow Dash had caught up to them.

At that moment, Twilight yelled out, "Apple Pie!"

That signaled to Pinkie, who responded while throwing streamers into Blake's face, "Okie dokie loki!"

Pinkie bounced away from Blake, who was still cleaning off the cake and streamers. Finally able to see again, the cat faunus was then telekinetically pushed to the ground by Twilight.

The pink-haired dynamo jumped up into the air, landing a kick onto Yang's face, who had narrowly dodged one of Applejack's own. Yang growled at the hit and tried to sock Pinkie, missing by an inch. Yang then blocked another of Applejack's kicks and then countered with her own fist, firing off Ember Celica at the same time. The shotgun round burned away Applejack's hat.

Pinkie threw a pie into Yang' face, blinding her. Applejack, her hat destroyed and her rope in tatters, charged forward, slamming the sole of her foot into Yang's side.

At that moment, Oobleck spoke up, "Weiss Schnee's aura has dropped below 15% after Rainbow Dash bombarded her and Ruby Rose, and is unable to continue! At this rate Ruby Rose will also be unable to battle!"

"What!?" Yang's semblance activated, burning away the pie on her face, eyes red. She grabbed Applejack by her ankle and rammed her fist into the other blonde's face, triggering Ember Celica at the same time. Yang turned and fired at Pinkie Pie, who quickly dodged and countered with another pie, which was immediately destroyed by Yang's fist.

Yang began clobbering Applejack, who was unable to dodge her hits anymore. She jammed Ember Celica into the farmer's stomach and fired repeatedly. Applejack lost consciousness.

"And that's a knockout! Apple Jacqueline was taken out by Yang Xiao Long in a brutal fashion."

The blonde bombshell ignored Oobleck and turned around to hit Pinkie, who ducked immediately and proceeded to narrowly dodge Yang's combo of punches. Pinkie easily ducked and twisted, missing Ember Celica by mere inches.

"Stay. Still. Damnit!" Yang screamed as Pinkie wore on. The bright smile on Pinkie's face never left as she continued avoiding.

Yang raged and roared, putting all of her strength into a right hook, slamming into the ground and sending shockwaves that threw Pinkie off balance. But before she could take advantage, a hail of bullets cut her off, followed by lightning from dust. The pink-haired girl jumped out of the blast radius while flailing her arms, the explosion destroying everything that Pinkie had pulled out of nowhere.

"Yang Xiao Long is out of aura! She is unable to battle!" Peter Port bellowed.

"And the cavalry comes again! What will you guys do without me," Rainbow boasted.

"Let's find out."

"Huh?" Rainbow turned around to see Blake pulling her down to the ground with a black ribbon, only to then be slashed with a scythe and Gambol shroud. Then to make matters worse, the hooded girl stuck her hand inside Rainbow's jetpack and pulled out a few wires.

"Whoops," Ruby said with a smile.

Rainbow Dash paled when her jetpack began sputtering and the two other huntresses evacuated. She groaned. Rarity was right, there was such a thing as too much dust.

* * *

Out in the stands, Fluttershy covered her eyes as she heard the explosion. Rarity tsked as she quietly whispered, "I told you so.~"

"And it looks like Rainbow Dash's extraordinary amount of ordinance backfired on her, hasn't it Bart?"

"Indeed it has Peter! This leaves us with only two members on each team remaining: Pinkamena Diane Pie and Twilight Sparkle for Team Spark."

"And Ruby Rose and Blake Belladonna for Team Ruby!"

* * *

Ruby and Blake had sequestered themselves in a far off corner. Blake whispered, "This is bad. Their leader is too powerful," she looked up at the scoreboard above them, "Twilight Sparkle has only used half of her aura, and her semblance is just overwhelming."

The red huntress nodded, "Yeah. But I bet when she runs out, she'll be easy to beat. No, I think we have to deal with Pinkie first."

Blake agreed, "Yes. She's incredibly agile. It has to be a semblance. Her aura was petering down while we fought, even though I never hit her. I don't think either of us can take her on alone."

Ruby nodded, "If it's down one on one, Pinkie will win because she's too hard to hit. We have to take her out now."

* * *

"I need a break," Twilight said as she massaged her own shoulder, "Pinkie-"

"Don't worry, I'll handle those two," Pinkie said, chipper as ever.

"I'll help as soon as I can," Twilight assured. Blake Belladonna, the daughter of Menagerie's chieftain was tough. She created a rock copy of herself and slammed it into Twilight, allowing herself to escape. Twilight was definitely hurt from the sudden rock blast, but nothing too bad occurred. She just needed a bit of time to recover.

* * *

"Now!" Ruby and Blake ran to the center of the arena, charging forward as they saw Pinkie gleefully skipping up to them. The duo brandished their weapons and got ready to slash. Right before they could hit, Pinkie slammed Blake in the side with a large blue barrel.

"Iiiiiiiitt's party time!" Pinkie shouted as the barrel unfolded itself to become a very large cannon. It was big enough to hold Ruby's entire top half, and looked heavy enough to seriously damage Blake.

Ruby winced. Rainbow's bulletstorm did a number on her aura, so she had to be careful with what she had left. That being said, defeating Pinkie Pie was their top priority.

The red reaper charged. She swung her scythe out, slashing at Pinkie, who slid back just enough to miss the blade. The pink-haired girl ducked to avoid one of Blake's bullets, then sprung her cannon to smash through Blake's clones.

Once one clone shattered, Blake jumped in to slash again at Pinkie's head with her right blade, her left one going for the side. Crescent Rose came in and swiped at Pinkie's feet. The pink faunus contorted out of the way, her boot scraped by the scythe and her hair cut by Blake.

"Witty one-liner!" Pinkie shouted. She grabbed her cannon on the ground and pushed it towards the sky, ducking another one of Blake's clones' sword slashes to the head. Pinkie pulled out a dust canister, but that was shot out of her hand by Ruby.

Pinkie took a step back as another clone jumped in front of her. She tossed out a deflated balloon before throwing a canister into the cannon. She threw an egg at Blake and pulled out a bag of flour. Pinkie rushed up to Ruby and dumped it.

The red huntress coughed before wildly swinging at Pinkie, who ducked both the scythe and a clone's sword. She hopped back to her cannon, only to be shot at by Blake. Pinkie grit her teeth and pulled the cord.

A fiery ball erupted and flew up into the air. With trepidation, Blake watched it reach its highest point, and then… it exploded. It was a firework. She looked back to Pinkie to see that she had reloaded and fired at Ruby. Blake was out of dust, and low on aura. She ran and took the shot.

A second later, her body crumpled to the ground.

"Blake Belladonna is out of aura! She is no longer able to to battle!"

Pinkie breathed out an exhausted sigh of relief and wiped some sweat off her brow, then hurriedly reloaded. But by then, it was too late. Ruby rushed up and with a single slash, cut down Pinkie's aura.

"And Miss Pie is also out! Only two combatants are left. Both team leaders: Ruby Rose and Twilight Sparkle!"

Ruby missed that last word as a barrage of explosions blasted around her feet. She jumped out of the way, taking only minor damage. The red huntress took a deep breath and ran behind some rocks.

The reprieve lasted only a second before the boulders she hid behind were lifted into the air, each surrounded by a purple glow. For the second time, the two leaders made eye contact. Ruby stared at Twilight. The faunus' hair was flowing in nonexistent wind and her eyes glowed purple.

A shiver ran across Ruby's back as she rolled out of the way of the falling boulders. She pulled out Crescent Rose and shot at Twilight. The bullet rushed at the purple-haired girl's head. Twilight barely dodged it before launching a rock at Ruby. The young reaper ran behind a miniature mountain. _Surely she can't lift this._

Ruby looked up at the monitor. Each barrage of attacks costed more aura than one of her bursts of speed. If she could hold out long enough-

"If you're thinking I'm going to waste all my aura trying to blow you up, I won't," Twilight yelled out, "Come on, we're the last two. Let's see if we can talk this out."

 _What?_ Ruby was trying to figure out what she meant by that. Like a tie? Because you can't have ties in this.

"I just wanted to say you've put up a good fight. And that after this is over, we could be friends."

 _Wait a minute… Is she as socially awkward as I am?_ Ruby's epiphany led to her reply, "Sure! I'd like that!"

"Great!" the purple light left Twilight's eyes and her hair settled down. She walked up to the large boulder her adversary was behind. For the third time, the two of them locked eyes. With a wiggle of Twilight's fingers, the gravity around Ruby doubled, then doubled again.

A monumental amount of strength was needed by Ruby just to take a step. She took a haggard breath and activated her semblance. In an instant, she transformed into a flurry of rose petals, whirling at Twilight.

No matter how much power she put in, Twilight couldn't stop the red-haired girl, but she was slowed down enough for Twilight to dodge the storm of petals. She took a deep breath, and changed her semblance to shoot shards of dust at Ruby.

The younger girl had just returned to normal form as gravity returned to normal, only to speed up again to dodge the explosions. She pulled out Crescent Rose and ran up to Twilight, preparing to slash at her side. That was when Ruby felt a pull on her scythe.

With all her might, Twilight tried to wrench away Ruby's powerful weapon. The human girl pressed down, attempting to retain control of Crescent Rose. The tug-of-war continued for a full minute before Twilight's eyes glowed, a surge of power finally ripping the scythe out of Ruby's hands. Twilight flung the scythe through the air and out of the arena bounds.

Sweat dripped down Ruby's forehead as she panted breath after breath. She rubbed her sore hands and looked up at her opponent. Twilight was in the same situation, haggardly breathing as she pushed her semblance to its limit. They both looked at the floating screen above.

They were each low on aura, too low to use their semblances. Both of them were out of dust, and neither had weapons. It was now…

* * *

"Damn it, it's now a fist fight," Jaune groaned, "This is going to be terrible for Ruby."

Next to him, Pyrrha wanted to support Ruby, she really did, but this was almost a lost cause. The leader of Team RWBY just couldn't do melee combat at all. She simply nodded along with her partner.

Rarity shook her head, "No, I'm afraid Twilight is in trouble. She was never particularly good at fisticuffs. Her semblance was her entire fighting style."

"Well, Ruby is kind of useless without her weapon," he awkwardly scratched his head, "Even I have a fair chance of beating her without it."

"Hmph, and Twilight could probably be defeated by Fluttershy in hand-to-hand combat. Who knows, maybe this will be a learning experience for them," Rarity said as they looked down at the arena. One look and Rarity had to fight the urge to face palm.

* * *

"Ow! Stop it! Stop grabbing my hair!" Ruby yelped out as Twilight elbowed her in the neck. She responded in kind by kneeing the faunus in the stomach.

Twilight growled, "Not until you quit going for my groin!" she wrapped an arm around the younger girl's neck, who grabbed at Twilight's wrist and stomped her feet on Twilight's toes.

The purple-haired girl yelped and let go of Ruby's head. The reaper threw out a fist at Twilight's ribs, who parried it, only to be kicked in the groin, "That's what Yang always taught me to do against boys!"

"I'm a girl!" Twilight yelled out and socked Ruby with a right hook.

"I know that!" Ruby backed up and rubbed her arm, dodging a left punch. She grabbed Twilight's bicep and pushed her to the side, tripping her. Twilight grabbed Ruby's cloak and they both tumbled to the ground.

They both groaned once they hit the floor, then quickly began grabbing each other and kicking.

"Get off me!"

"No, _you_ get off me!"

"No, you!"

Twilight began clawing at Ruby's neck while her boot was jammed into Twilight's stomach. The two of them just continued yanking at each other and throwing weak fists.

The entire stadium above them was silent. Everyone in the world was watching them struggle against each other in silent bewilderment. Inside a bar in Vale, Qrow Branwen just groaned into his drink. Everyone stayed silent as the two girls' auras slowly dwindled.

The two huntresses untangled themselves and stood back up. Twilight slapped Ruby in the face, who responded by punching her in the gut. Twilight wheezed before tackling Ruby. The red-haired girl dug her elbow into Twilight's shoulders.

Ruby grabbed Twilight's neck before she was swung into the air and slammed into the ground. Twilight huffed out her breath, "And that's what my brother taught me."

"Ruby Rose's aura has dropped below 15%! Twilight Sparkle of Gallopmaufry wins!" Oobleck yelled into his microphone.

It took a few seconds for the crowd to regain their senses and cheered. Twilight gave a weak smile before collapsing on the ground next to Ruby.

* * *

 **Author's note: And that's a wrap! One more chapter to finish things up. And tease events that I'll never write.**


	3. After the Fight

Chapter 3- After the Fight

Ruby woke up with a gasp. She was inside a white room with white sheets surrounding her. She squirmed before a happy Yang got out of her seat and glomped her, much to the consternation of Weiss and Blake.

"Thank goodness you're awake, Rubes!"

"Yang! Air!" Ruby gasped out.

"You did good, sis. Even if you were terrible at hand-to-hand at the end," Yang said, "At least your opponent was just as bad."

"Really?" Ruby frowned, "But I lost."

"Yeah," Yang shrugged, "So what? We've got another Vytal Tournament in two years. Of course in that time," she grinned, "We have time to practice your melee."

Ruby paled.

"Um, hello?" the two sisters turned their heads to the quiet voice. It belonged to a pink-haired girl.

"Well um, my friends would, um, like to say, that is," she swallowed her saliva.

"What she means," a think drawl could be heard, as the tall blonde fighter from Team Spark stepped in, "is that we had a good fight, and we'd like to hang out with y'all later. What d'ya say?"

The four girls looked at each other and shrugged, "Okay," Yang replied.

* * *

"So we didn't get to finish our race," Rainbow Dash said, "I want a rematch."

"Sounds fun. Where to?" Ruby asked.

"From here to the bay, pass the streets and all," the rainbow-haired woman smirked, "I'm gonna win."

"I dunno, I know Vale pretty well. All the shortcuts and everything," Ruby began stretching.

"Well, let's just say I have an advantage," with a smirk, a pair of blue feathered wings unfurled from underneath Rainbow Dash's back, stretching out with several feet wingspan.

Ruby just gaped. Rainbow flapped her wings a few times. Eventually, Ruby closed her mouth and asked, "You have wings!?"

"Yep. Like I said, the sky's my turf."

"You had a jetpack."

"Yep."

"Why?"

"Jetpacks are cool."

"Isn't that redundant?"

"Twilight said that too. You're like a kid version of her!"

Ruby pouted, "I'm not a kid! I drink milk."

"Uh huh, sure. Let's put that to the test, shall we?" Rainbow gestured towards the ocean.

The red huntress steeled her gaze, "Here to the bay, no hurting anyone, don't break stuff, and stay below the rooftops."

Rainbow Dash looked up at the Atlesian battleships in the air, "No complaints from me."

Ruby put her right foot forward and held her hands to her side. Rainbow put her hands to the ground and crouched slightly, her wings twitching.

"On your marks, get set, go!"

* * *

Suffice to say, the sound barrier was broken twice in the next couple minutes. Many windows were broken and several ear drums were shattered. Rainbow Dash won by a few seconds, but even she recognized it was because of her aerial advantage. And Ruby was still tired from the match, while Rainbow's wings were well rested and itching to move.

Maybe the two of them could have another rematch after the Vytal Tournament.

* * *

Applejack and Yang sat in a bar. The looked at each other for a moment before Yang spoke, "Redheaded little sisters, am I right?"

The faunus smirked, "Eeyup," they clinked their glasses together and drank.

* * *

Twilight, Pinkie Pie, and Blake stared at each other. Pinkie was slightly bouncing as she handed each of them a _Ninjas of Love_ book.

The pink-haired girl grinned, "Sooooooooooooooo?"

They much quieter girls just looked at Pinkie, before looking at their books, then at each other. Twilight spoke first, "I think it's a good series."

Blake nodded, "Same."

"Yippee! New friends!" confetti popped out of Pinkie's hands.

* * *

Weiss and Pyrrha stood still with their arms held out as Rarity took their measurements. A moment passed, and Rarity told them, "Done. I have so many ideas right now! Give me a day or two, and I'll have some fashionable casual designs for you two to wear during the rest of the festival!"

Fluttershy sheepishly looked at everything in the room, while Jaune carried about a dozen pieces of fabric and sewing equipment, utterly bored out of his mind.

* * *

"When Salem destroyed the elements of Honesty and Loyalty, she corrupted the remaining four and turned them into weapons."

Celestia frowned, "I know this, Ozpin."

He sighed and leaned back into his chair, "The Tree of Harmony is dead, Celestia. But the ideals of harmony live on. I know you've been gathering element bearers. I can see a bit of each inside your students. But what I'm trying to say is, the elements themselves, I've already transferred the ideals out of objects and into people."

The faunus' eyes widened, "You don't mean…"

Ozpin nodded, "After I failed the first time, I spent decades in isolation, angry at myself and saddened at what was coming. The world had ended, and all we had left was but a remnant. Despite that, four young women taught what I had forgotten, all those years ago."

"Laughter, Kindness, Generosity, and Friendship. With the curse you two laid upon me, I granted them elemental powers, in every sense of the word."

Celestia shook her head, "I should have known. Four maidens, four relics, four remaining elements. A legacy, passed down the centuries."

"The Fall Maiden represented Laughter, by the way. But there were six elements, and they needed replacements," Ozpin sipped his coffee, "So I did."

"You did what?"

"I replaced them."

"You… replaced Honesty and Loyalty," Celestia frowned, "How?"

"Well, I couldn't make new elemental objects since the tree is gone, but I figured it was time for the mantles to be passed on, so I…"

"Chose new element bearers and imbued them with your magic," Celestia's eyes widened, "And you mentioned giving magic to…"

"The Branwen twins," Ozpin blinked, "I decided that Qrow would be Loyalty, and Raven Honesty… is something the matter?"

He raised an eyebrow as he looked at Celestia, who facepalmed, "My word, you chose them of all people?" she groaned, "You really are an old fool."

"I don't follow. Raven Branwen has her faults, but she truly is honest to a fault."

"She killed the last Spring Maiden, Ozpin."

"... That is unfortunate," Ozpin sighed, groaned, and put his palm to his face.

"Let me be the first to say 'I told you so'," Celestia said as she patted him on the shoulder.

"Sunset Shimmer," Ozpin retorted.

"At least my mistake didn't result in the loss of a maiden."

"Even so, we have to prepare for this. James and Qrow should know about this as soon as possible, and we must make plans for what is to come," Ozpin took out his scroll and began calling.

* * *

A single orange flame lit up the dark room. Nothing could be seen except for the faintest outline of a black-haired woman. Another flame flickered into existence, growing brighter and larger than the first, colored a blazing emerald. Moments passed, and the emerald flame revealed a tall woman with dark green hair that cascaded down to her legs.

She gave a toothy grin and spoke out, "Sunset Shimmer, we meet at last."

The black-haired woman snarled, "That is not my name."

"To turn your back on the name your adoptive mother gave you, tut tut. You humans really are such a deceitful race," the tall woman smirked, revealing her fangs, "Very well, Cinder Fall. Continue with your plans. I'll be watching and aiding you when you fail."

"And what is in it for you, Chrysalis?" Cinder tapped her foot.

"Let's just say your mistress gave me quite the reward for lending a hand."

"Very well. I look forward to working with you, oh great queen," Cinder mocked.

"She warned me about your mouth, and compensated me already for your first insult," Chrysalis snarled, "Your next quip will earn you your death."

"My, this is going to be a very interesting relationship."

Chrysalis snorted and walked away, the flames around her consuming her until she vanished. Cinder Fall looked around the empty room and left it as well, beginning the next phase in her plan.

* * *

Twilight Sparkle took out her scroll and began typing to her teacher. Usually, Spike would have done it for her, since her was much better at writing, but he was unable to come to Vale.

She looked to her five friends from home, all tired and mostly napping after a long day and fight. She then looked at the students of Beacon she came to know a little bit about over the past day. They were fun and interesting, to say the least.

Applejack and Yang were passed out on a table, with a small amount of drinks nearby. They were likely more exhausted from their fight than anything else. Ruby, Rainbow Dash, Pinkie Pie, and Fluttershy were nearby, after the first three entered a contest to see who could eat the most cookie-flavored cupcakes. Fluttershy was supposed to be the judge. She passed out when Ruby ate a cookie through her nose and Rainbow copied. Or maybe it was when Pinkie sniffed up an entire plate through her nostrils?

Jaune collapsed after being a human mannequin for several hours. Weiss, Blake, and Rarity went out for dinner. Twilight smiled when she realized that Rarity probably figured it out as well, and that no doubt would try to gossip or mingle with the Chieftain of Menagerie's daughter. Judging by Weiss' interactions, she no doubt was oblivious to the fact.

"Dear Headmistress Celestia, today I learned about making friends through similarities beyond our differences, and…"

She finished her message and sent it. The headmistress probably wouldn't read it until tomorrow. Then, her scroll rang. Twilight looked at it, and saw that Headmistress Celestia wants her for some reason… in Headmaster Ozpin's office!

A deep breath taken, and Twilight Sparkle, leader of Team SPAR, walked towards the tower. When she entered the elevator, she saw Pyrrha there as well.

"You too?" Pyrrha held up her scroll. Twilight nodded when she saw a similar message from Ozpin.

When the elevator opened, and the two of them walked into the headmaster's office, their world would change forever.

* * *

 **Author's note: It's funny how Cinder Fall still doesn't have a backstory in the show yet. Her being Celestia's former student would be an interesting dynamic, since Celestia** _ **did**_ **curse Ozpin for eternity. Funnily enough, Cinder Fall and Sunset Shimmer both want 'power', except the latter is at least somewhat expanded upon. In this story though, if your teacher turned out to be a god, wouldn't that lead to some insecurities?**

 **Celestia and Ozpin are somewhat similar in personality, but the difference is that Celestia wins more often. Of course, being from a show originally aimed at young girls, the optimistic and happy endings to conflicts is a result, while RWBY has a darker tone aimed at… teens? Young adults? It's hard to tell. That being said, the aid of another centuries old immortal would allow for changes in the Ozluminati's plan.**

 **As I've said, this story is done, and there won't be a sequel. I've written what I wanted, such as neat worldbuilding/fusion of two properties. So yeah, anyone want to add to it, go right ahead.**


End file.
